UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM 10-Q

[X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
    ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED MAY 31, 2011

                        Commission file number 000-53724


                            MASSEY EXPLORATION CORP.
             (Exact name of registrant as specified in its charter)

                                    Delaware
         (State or other jurisdiction of incorporation or organization)

                             300,508 24th Avenue SW
                            Calgary, Alberta T2S 0K4
          (Address of principal executive offices, including zip code)

                                  (403)228-9909
                     (Telephone number, including area code)

                              Empire Stock Transfer
                        2470 St. Rose Parkway, Suite 304
                               Henderson, NV 89074
                Telephone (702) 818-5898 Facsimile (702) 974-1444
                     (Name and Address of Agent for Service)

Check whether the issuer (1) filed all reports required to be filed by Section
13 or 15(d) of the Exchange Act during the past 12 months (or for such shorter
period that the registrant was required to file such reports), and (2) has been
subject to such filing requirements for the last 90 days. YES [X] NO [ ]

Indicate by check mark whether the registrant has submitted electronically and
posted on its corporate Web site, if any, every Interactive Data File required
to be submitted and posted pursuant to Rule 405 of Regulation S-T (ss.232.405 of
this chapter) during the preceding 12 months (or for such shorter period that
the registrant was required to submit and post such files). YES [ ] NO [ ]

Indicate by check mark whether the registrant is a large accelerated filer, an
accelerated filer, a non-accelerated filer, or a smaller reporting company. See
the definitions of "large accelerated filer, "accelerated filer,"
"non-accelerated filer," and "smaller reporting company" in Rule 12b-2 of the
Exchange Act.

Large accelerated filer [ ]                        Accelerated filer [ ]

Non-accelerated filer [ ]                          Smaller reporting company [X]

Indicate by check mark whether the registrant is a shell company (as defined in
Rule 12b-2 of the Exchange Act). YES [X] NO [ ]

State the number of shares outstanding of each of the issuer's classes of common
equity, as of the latest practicable date: 6,300,000 shares as of July 14, 2011
<PAGE>
ITEM 1. FINANCIAL STATEMENTS

The financial statements for the quarter ended May 31, 2011 immediately follow.



                                       2
<PAGE>
                            MASSEY EXPLORATION CORP.
                         (An Exploration Stage Company)
                                  Balance Sheet
--------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                                     As of             As of
                                                                    May 31,          February 28,
                                                                     2011               2011
                                                                   --------           --------
<S>                                                                <C>                <C>
                                     ASSETS

CURRENT ASSETS
  Cash                                                             $  3,647           $  8,785
  Deposit                                                            29,970             29,970
                                                                   --------           --------
TOTAL CURRENT ASSETS                                                 33,617             38,755
                                                                   --------           --------

      TOTAL ASSETS                                                 $ 33,617           $ 38,755
                                                                   ========           ========

                       LIABILITIES & STOCKHOLDERS' EQUITY

CURRENT LIABILITIES
  Accounts Payable                                                 $ 11,549           $  1,740
  Loan Payable                                                       15,188             15,000
                                                                   --------           --------
TOTAL CURRENT LIABILITIES                                            26,737             16,740
                                                                   --------           --------

      TOTAL LIABILITIES                                              26,737             16,740
                                                                   --------           --------
STOCKHOLDERS' EQUITY
  Common stock, ($0.001 par value, 75,000,000 shares
   authorized; 6,300,000 shares issued and outstanding
   as of May 31, 2011 and February 28, 2011                           6,300              6,300
  Additional paid-in capital                                         71,700             71,700
  Deficit accumulated during exploration stage                      (71,120)           (55,985)
                                                                   --------           --------
TOTAL STOCKHOLDERS' EQUITY                                            6,880             22,015
                                                                   --------           --------

      TOTAL LIABILITIES & STOCKHOLDERS' EQUITY                     $ 33,617           $ 38,755
                                                                   ========           ========
</TABLE>


                        See Notes to Financial Statements

                                       3
<PAGE>
                            MASSEY EXPLORATION CORP.
                         (An Exploration Stage Company)
                             Statement of Operations
--------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                                                   January 22, 2007
                                          Three Months         Three Months          (inception)
                                             Ended                Ended                through
                                             May 31,              May 31,              May 31,
                                              2011                 2010                 2011
                                           ----------           ----------           ----------
<S>                                        <C>                  <C>                  <C>
REVENUES
  Profit Sharing                           $       --           $       --           $        7
                                           ----------           ----------           ----------
TOTAL REVENUES                                     --                   --                    7

EXPENSES
  Property Expenditures                            --                   --               15,450
  Professional Fees                            13,664                3,000               36,859
  General and Adminstrative                     1,471                  702               18,818
                                           ----------           ----------           ----------
TOTAL EXPENSES                                 15,135                3,702               71,127
                                           ----------           ----------           ----------

NET INCOME (LOSS)                          $  (15,135)          $   (3,702)          $  (71,120)
                                           ==========           ==========           ==========

BASIC EARNING (LOSS) PER SHARE             $     0.00           $     0.00
                                           ==========           ==========

WEIGHTED AVERAGE NUMBER OF COMMON
 SHARES OUTSTANDING                         6,300,000            6,300,000
                                           ==========           ==========
</TABLE>


                        See Notes to Financial Statements

                                       4
<PAGE>
                            MASSEY EXPLORATION CORP.
                         (An Exploration Stage Company)
                             Statement of Cash Flows
--------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                                                                      January 22, 2007
                                                                 Three Months       Three Months        (inception)
                                                                    Ended              Ended             through
                                                                    May 31,            May 31,            May 31,
                                                                     2011               2010               2011
                                                                   --------           --------           --------
<S>                                                                <C>                <C>                <C>
CASH FLOWS FROM OPERATING ACTIVITIES
  Net income (loss)                                                $(15,135)          $ (3,702)          $(71,120)
  Adjustments to reconcile net loss to net cash
   provided by (used in) operating activities:

  Changes in operating assets and liabilities:
    Accounts Payable                                                  9,809                 --             11,549
    Deposit                                                              --                 --            (29,970)
                                                                   --------           --------           --------
          NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES        (5,326)            (3,702)           (89,540)

CASH FLOWS FROM INVESTING ACTIVITIES

          NET CASH PROVIDED BY (USED IN) INVESTING ACTIVITIES            --                 --                 --

CASH FLOWS FROM FINANCING ACTIVITIES
  Loan Payable                                                          188                 --             15,188
  Issuance of common stock                                               --                 --             78,000
                                                                   --------           --------           --------
          NET CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES           188                 --             93,188
                                                                   --------           --------           --------

NET INCREASE (DECREASE) IN CASH                                      (5,138)            (3,702)             3,647

CASH AT BEGINNING OF PERIOD                                           8,785             39,768                 --
                                                                   --------           --------           --------

CASH AT END OF YEAR                                                $  3,647           $ 36,067           $  3,647
                                                                   ========           ========           ========

SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION

Cash paid during year for:
  Interest                                                         $     --           $     --           $     --
                                                                   ========           ========           ========

  Income Taxes                                                     $     --           $     --           $     --
                                                                   ========           ========           ========
</TABLE>


                        See Notes to Financial Statements

                                       5
<PAGE>
                            MASSEY EXPLORATION CORP.
                         (An Exploration Stage Company)
                          Notes to Financial Statements
                                  May 31, 2011
--------------------------------------------------------------------------------

NOTE 1. ORGANIZATION AND DESCRIPTION OF BUSINESS

Massey  Exploration  Corp. (the Company) was incorporated  under the laws of the
State of Nevada on January  22,  2007.  The  Company was formed to engage in the
acquisition, exploration and development of natural resource properties.

The  Company  is in the  exploration  stage.  Its  activities  to date have been
limited to capital formation, organization and development of its business plan.
The Company has commenced limited exploration activities.

NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

BASIS OF ACCOUNTING

The Company's  financial  statements  are prepared  using the accrual  method of
accounting. The Company has elected a February 28, year-end.

BASIC EARNINGS (LOSS) PER SHARE

ASC No. 260, "Earnings Per Share",  specifies the computation,  presentation and
disclosure requirements for earnings (loss) per share for entities with publicly
held common stock. The Company has adopted the provisions of ASC No. 260.

Basic net  earnings  (loss) per share  amounts is computed  by dividing  the net
earnings  (loss) by the weighted  average  number of common shares  outstanding.
Diluted  earnings  (loss)  per share are the same as basic  earnings  (loss) per
share due to the lack of dilutive items in the Company.

CASH EQUIVALENTS

The Company considers all highly liquid  investments  purchased with an original
maturity of three months or less to be cash equivalents.

USE OF ESTIMATES AND ASSUMPTIONS

The preparation of financial  statements in conformity  with generally  accepted
accounting principles requires management to make estimates and assumptions that
affect  the  reported  amounts  of assets  and  liabilities  and  disclosure  of
contingent  assets and  liabilities at the date of the financial  statements and
the  reported  amounts of revenues  and expenses  during the  reporting  period.
Actual results could differ from those estimates. In accordance with ASC No. 250
all adjustments are normal and recurring.

                                       6
<PAGE>
                            MASSEY EXPLORATION CORP.
                         (An Exploration Stage Company)
                          Notes to Financial Statements
                                  May 31, 2011
--------------------------------------------------------------------------------

NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

INCOME TAXES

Income taxes are provided in accordance with ASC No. 740,  Accounting for Income
Taxes.  A  deferred  tax  asset  or  liability  is  recorded  for all  temporary
differences   between  financial  and  tax  reporting  and  net  operating  loss
carryforwards. Deferred tax expense (benefit) results from the net change during
the year of deferred tax assets and liabilities.

Deferred tax assets are reduced by a valuation allowance when, in the opinion of
management,  it is more likely than not that some portion of all of the deferred
tax assets will be realized.  Deferred tax assets and  liabilities  are adjusted
for the effects of changes in tax laws and rates on the date of enactment.

REVENUE

The Company  records  revenue on the accrual  basis when all goods and  services
have been performed and  delivered,  the amounts are readily  determinable,  and
collection  is  reasonably  assured.  The Company has not  generated any revenue
since its inception.

ADVERTISING

The  Company  will  expense its  advertising  when  incurred.  There has been no
advertising since inception.

MINING EXPENSES

The Company has been in the  exploration  stage since its  inception and has not
yet realized any revenues from its planned  operations.  It is primarily engaged
in the  acquisition  and  exploration  of mining  properties.  Mineral  property
exploration costs are expensed as incurred.  Mineral property  acquisition costs
are  initially  capitalized  when  incurred  using the  guidance  in EITF 04-02,
"WHETHER MINERAL RIGHTS ARE TANGIBLE OR INTANGIBLE ASSETS". The Company assesses
the carrying costs for impairment under ASC No. 360,  "IMPAIRMENT OR DISPOSAL OF
LONG LIVED Assets" at each fiscal quarter end. When it has been  determined that
a mineral  property can be  economically  developed as a result of  establishing
proven and probable reserves,  the costs then incurred to develop such property,
are  capitalized.  Such costs will be  amortized  using the  units-of-production
method over the estimated life of the probable  reserve.  If mineral  properties
are subsequently abandoned or impaired, any capitalized costs will be charged to
operations.

NOTE 3. RECENT ACCOUNTING PRONOUCEMENTS

The Company has evaluated all the recent accounting  pronouncements  through the
date the  financial  statements  were issued and filed with the  Securities  and
Exchange Commission and believe that none of them will have a material effect on
the company's financial statements.

                                       7
<PAGE>
                            MASSEY EXPLORATION CORP.
                         (An Exploration Stage Company)
                          Notes to Financial Statements
                                  May 31, 2011
--------------------------------------------------------------------------------

NOTE 4. GOING CONCERN

The  accompanying  financial  statements are presented on a going concern basis.
The Company had no  operations  during the period from January 22, 2007 (date of
inception) to May 31, 2011 and generated a net loss of $71,120.  This  condition
raises  substantial  doubt  about the  Company's  ability to continue as a going
concern.  Management does not believe that the company's  current cash of $3,647
is  sufficient  to cover the  expenses  they will incur  during the next  twelve
months without raising additional funding.

NOTE 5. WARRANTS AND OPTIONS

There are no warrants or options outstanding to acquire any additional shares of
common stock.

NOTE 6. RELATED PARTY TRANSACTIONS

The sole officer and director of the Company may, in the future, become involved
in other business opportunities as they become available, he may face a conflict
in  selecting  between  the Company and his other  business  opportunities.  The
Company has not formulated a policy for the resolution of such conflicts.

NOTE 7. INCOME TAXES

                                                             As of May 31, 2011
                                                             ------------------
     Deferred tax assets:
       Net operating tax carryforwards                           $ 71,120
       Tax rate                                                        34%
                                                                 --------
       Gross deferred tax assets                                   24,181
       Valuation allowance                                        (24,181)
                                                                 --------

       Net deferred tax assets                                   $      0
                                                                 ========

Realization of deferred tax assets is dependent upon  sufficient  future taxable
income during the period that deductible temporary differences and carryforwards
are expected to be available to reduce  taxable  income.  As the  achievement of
required  future taxable income is uncertain,  the Company  recorded a valuation
allowance.

                                       8
<PAGE>
                            MASSEY EXPLORATION CORP.
                         (An Exploration Stage Company)
                          Notes to Financial Statements
                                  May 31, 2011
--------------------------------------------------------------------------------

NOTE 8. LOAN PAYABLE

As of May 31,  2011,  the  Company  owed an  unrelated  party  $15,188 for funds
forwarded on behalf of the Company as a retainer for legal fees.  The Loan bears
interest of 5% per annum and the term expires on February 28, 2012.

NOTE 9. NET OPERATING LOSSES

As of May 31,  2011,  the  Company  has a net  operating  loss  carryforward  of
approximately $71,120. Net operating loss carryforwards expire twenty years from
the date the loss was incurred.

NOTE 10. STOCK TRANSACTIONS

Transactions,  other than employees' stock issuance,  are in accordance with ASC
No. 505.  Thus  issuances  shall be accounted for based on the fair value of the
consideration  received.  Transactions  with  employees'  stock  issuance are in
accordance with ASC No. 718. These issuances shall be accounted for based on the
fair  value  of the  consideration  received  or the fair  value  of the  equity
instruments issued, or whichever is more readily determinable.

On November 14, 2007, the Company  issued a total of 1,000,000  shares of common
stock to  Michael  Hawitt for cash in the amount of $0.004 per share for a total
of $4,000.

On January 30, 2008,  the Company  issued a total of 2,000,000  shares of common
stock at $0.004 per share to Michael  Hawitt in exchange  for an invoice paid on
behalf of the Company in the amount of $8,000.

On December 16, 2008, the Company  issued a total of 3,300,000  shares of common
stock to 34 unrelated  investors for cash in the amount of $0.02 per share for a
total of $66,000.

As of May 31, 2011 the Company had  6,300,000  shares of common stock issued and
outstanding.

NOTE 11. STOCKHOLDERS' EQUITY

The  stockholders'  equity section of the Company contains the following classes
of capital stock as of May 31, 2011:

Common stock, $ 0.001 par value: 75,000,000 shares authorized;  6,300,000 shares
issued and outstanding.

                                       9
<PAGE>
                            MASSEY EXPLORATION CORP.
                         (An Exploration Stage Company)
                          Notes to Financial Statements
                                  May 31, 2011
--------------------------------------------------------------------------------

NOTE 12. SUBSEQUENT EVENTS

Effective  July 8, 2011,  the  Company  merged  with a  wholly-owned  subsidiary
incorporated  in the State of Delaware for the purpose of changing its corporate
jurisdiction  from the State of Nevada to the State of Delaware.  In conjunction
with the  merger  the  Company  increased  its  authorized  common  shares  from
75,000,000 to  125,000,000.  The Company also  authorized  the creation of a new
class of 30,000,000  preferred shares, par value $.001 per share, ffor which the
Board of Directors may fix and determine the designations,  rights,  preferences
or other  variations  of each class or series within each class of the Preferred
Shares.

                                       10
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION

FORWARD LOOKING STATEMENTS

This report contains forward-looking statements that involve risk and
uncertainties. We use words such as "anticipate", "believe", "plan", "expect",
"future", "intend", and similar expressions to identify such forward-looking
statements. Investors should be aware that all forward-looking statements
contained within this filing are good faith estimates of management as of the
date of this report and actual results may differ materially from historical
results or our predictions of future results.

RESULTS OF OPERATIONS

We are still in our exploration stage and have not generated any revenue.

We incurred operating expenses of $15,135 and $3,702 for the 3 months ended May
31, 2011 and 2010, respectively. These expenses consisted of general operating
expenses incurred in connection with the day to day operation of our business
and the preparation and filing of our registration statement and periodic
reports. Our net loss from inception (January 22, 2007) through May 31, 2011 was
$71,120.

On November 14, 2007, the Company issued a total of 1,000,000 shares of common
stock to its director, Michael Hawitt, for cash in the amount of $0.004 per
share for a total of $4,000. On January 30, 2008, the Company issued a total of
2,000,000 shares of common stock at $0.004 per share to Mr. Hawitt in exchange
for an invoice paid on behalf of the Company in the amount of $8,000.

On December 16, 2008 the Company completed its "all or nothing" offering.
Subscription agreements totaling 3,300,000 shares of common stock at $.02 per
share, or $66,000 were received from 34 unrelated investors.

Our auditors expressed their doubt about our ability to continue as a going
concern unless we are able to raise additional capital beyond our exploration
stage and ultimately to generate profitable operations.

The following table provides selected financial data about our company for the
periods ended May 31, 2011 and 2010.

             Balance Sheet Data:           5/31/11          5/31/10
             -------------------           -------          -------

             Cash                          $ 3,647          $36,067
             Total assets                  $33,617          $36,067
             Total liabilities             $26,737          $     0
             Shareholders' equity          $ 6,880          $36,067

                                       11
<PAGE>
LIQUIDITY AND CAPITAL RESOURCES

Our cash in the bank at May 31, 2011 was $3,647 with $26,737 in outstanding
liabilities. Management believes our current cash resources are not sufficient
to fund operations for the next twelve months. If we experience a shortage of
funds prior to funding we may utilize funds from our director, who has
informally agreed to advance funds to allow us to pay for filing and
professional fees, however he has no formal commitment, arrangement or legal
obligation to advance or loan funds to the company.

PLAN OF OPERATION

Our plan of operation for the next twelve months is to secure another property
for exploration or pursue another business opportunity to enhance shareholder
value. Total expenditures over the next 12 months are currently expected to be
approximately $30,000.

We conducted exploration on the one property in the company's portfolio during
2008 and 2009. The first phase of the fieldwork program was conducted by the
geologist during the period September 27 - October 3, 2008. The program included
reconnaissance geological mapping and prospecting and a line of MMI soil
sampling. The results appear to exhibit possible anomalous responses
particularly in the gold exploration suite (GES) comprised of the elements
cobalt, gold, nickel, palladium and silver. The geologist recommended a
follow-up, fill-in MMI soil sampling program about the anomalous samples to test
for the validity of the results. We advised the geologist to proceed with the
follow-up to phase one and he completed the fieldwork on June 22, 2009. On
August 5, 2009 we received his report in which he advised the company that based
on the data obtained in the follow-up to phase one he found it hard to recommend
further exploration efforts. Based on his recommendation the company has
abandoned the property and is now focusing its efforts on obtaining another
property for exploration or another business opportunity to enhance shareholder
value.

OFF-BALANCE SHEET ARRANGEMENTS

We do not have any off-balance sheet arrangements that have or are reasonably
likely to have a current or future effect on our financial condition, changes in
financial condition, revenues or expenses, results of operations, liquidity,
capital expenditures or capital resources that is material to investors.

ITEM 4. CONTROLS AND PROCEDURES

EVALUATION OF DISCLOSURE CONTROLS AND PROCEDURES

Our management team, under the supervision and with the participation of our
principal executive officer and our principal financial officer, evaluated the
effectiveness of the design and operation of our disclosure controls and
procedures as such term is defined under Rule 13a-15(e) promulgated under the
Exchange Act, as of the last day of the period covered by this report, May 31,
2011. The term disclosure controls and procedures means our controls and other
procedures that are designed to ensure that information required to be disclosed
by us in the reports that we file or submit under the Exchange Act is recorded,
processed, summarized and reported, within the time periods specified in the
SEC's rules and forms. Disclosure controls and procedures include, without

                                       12
<PAGE>
limitation, controls and procedures designed to ensure that information required
to be disclosed by us in the reports that we file or submit under the Exchange
Act is accumulated and communicated to management, including our principal
executive and principal financial officer, or persons performing similar
functions, as appropriate to allow timely decisions regarding required
disclosure. Based on this evaluation, our principal executive officer and our
principal financial officer concluded that, as of May 31, 2011, our disclosure
controls and procedures were effective at a reasonable assurance level.

CHANGES IN INTERNAL CONTROL OVER FINANCIAL REPORTING

There have been no changes in our internal control over financial reporting
during the period ended May 31, 2011 that materially affected, or are reasonably
likely to materially affect, our internal control over financial reporting.

                           PART II. OTHER INFORMATION

ITEM 5. OTHER INFORMATION

SUBSEQUENT EVENTS

On May 31, 2011, our board of directors approved an agreement and plan of merger
to merge into with our wholly-owned subsidiary Massey Exploration Corp., a
Delaware corporation and to carry out a continuance of our company from the
State of Nevada to the State of Delaware.

On July 8, 2011, we filed articles of merger with the Nevada Secretary of State
to effect the domicile change to the State of Delaware.

On July 8, 2011, we filed a certificate of merger with the Delaware Secretary of
State to effect the domicile change to the State of Delaware.

In conjunction with the domicile change, our board of directors adopted a new
certificate of incorporation under the laws of the State of Delaware to increase
our authorized number of shares of common stock from 75,000,000 to 125,000,000
shares of common stock, with a par value of $0.001 and to create a class of
30,000,000 preferred shares, with a par value of $0.001.

Also in conjunction with the domicile change, our board of directors adopted new
bylaws under the laws of the State of Delaware. The bylaws are attached, as
Exhibit 3.3, to our current report filed on Form 8-K with the Securities and
Exchange Commission on July 13, 2011.

These amendments were approved on May 31, 2011 by 51.9% of the holders of our
common stock by way of a written consent resolution. Our definitive Schedule
14C, Information Statement, was filed on June 17, 2011.

On July 11, 2011, the Financial Industry Regulatory Authority ("FINRA")
processed our request to carry out a continuance from the State of Nevada to the
State of Delaware. The domicile change has become effective with the
Over-the-Counter Bulletin Board at the opening of trading on July 11, 2011 under
our current symbol "MSXP".

                                       13
<PAGE>
ITEM 6. EXHIBITS

                                               Incorporated by Reference or
Exhibit No.        Exhibit                           Filed Herewith
-----------        -------                           --------------

  3.1        Articles of Incorporation       Incorporated by reference to the
                                             Form 8-K filed with the SEC on
                                             July 13, 2011, File No. 000-53724

  3.2        Bylaws                          Incorporated by reference to the
                                             Form 8-K filed with the SEC on
                                             July 13, 2011, File No. 000-53724

 31.1        Section 302 Certification       Filed herewith
             of Chief Executive Officer

 31.2        Section 302 Certification       Filed herewith
             of Chief Financial Officer

 32          Section 906 Certification       Filed herewith
             of Chief Executive Officer
             and Chief Financial Officer

                                       14
<PAGE>
                                   SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.

July 14, 2011            Massey Exploration Corp.


                             /s/ Michael Hawitt
                             ---------------------------------------------------
                         By: Michael Hawitt
                             (Chief Executive Officer, Chief Financial Officer,
                             Principal Accounting Officer, President, Secretary,
                             Treasurer & Sole Director)


                                       15